Fred is uneasy with Lamont's rehearsing Othello with a woman named Marilyn O'Neill (Maureen Arthur), a white actress from the theatre workshop class which he and Rollo particpate in. When Fred and Bubba, who return from a nearby bar and catch Lamont and Marylin in the choking scene, they both have "heart attacks", thinking that Lamont is "strangling a white woman"! When the smoke clears up, Marilyn, to prove that they are welcome in her neighborhood, invites Fred and Lamont to come to her home in Beverly Hills while her parents were supposed to be away for the weekend. The misunderstanding then becomes between Marilyn, The O'Neills (Jack Manning, Ann Driscoll) and Fred, who inadvertantly enter their bedroom, looking to watch TV!